PREVIOUS ANNUAL REPORTS

PREVIOUS INTERIM REPORTS

PREVIOUS ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORTS

Board of Directors

EXECUTIVE DIRECTORS

SHEN Yaoqing, aged 60, is the Chairman of the Board and the Chairman of the Nomination Committee. Mr. Shen is a senior economist who has been conferred a DBA degree by the Macau University of Science and Technology. Between 1997 and 2006, Mr. Shen assumed various positions, including executive deputy general manager, general manager and board chairman, at Shanghai Shenda (Group) Co., Ltd.(上海申達（集團）有限公司), a subsidiary of Shangtex Holding Co., Ltd. Between May 2013 to May 2016, Mr. Shen acted as the director of Shanghai Shenda Co., Ltd (上海申達股份有限公司) (a company listed on the Shanghai Stock Exchange). Since October 2006, Mr. Shen has been acting as the vice president of Shangtex Holding Co., Ltd.(上海紡織（集團）有限公司), taking charge of the group’s entire trading business as well as the group’s overseas expansion and resources management. Being a knowledgeable expert in the textile manufacturing industry with over 30 years of relevant business experience, Mr. Shen also has strategic vision and foresight regarding the operations management of sizeable groups, boasting an outstanding track record based upon extensive experience.

Dr. TAN Siu Lin, aged 87, is the founder and Honorary Life Chairman of the Group. Dr. Tan is also the Chairman of the Peking University Luen Thai Center for Supply Chain System R&D (北京大學聯泰供應鏈系統研發中心), the PRC, and the Chairman of TSL School of Business and Information Technology in Quanzhou Normal University (泉州師範學院陳守仁工商信息學院). Dr. Tan is the Honorary President of The Hong Kong Baptist University Foundation and Honorary University Fellow of The Hong Kong Baptist University. He is the Permanent Director of the Board of the Huaqiao University (華僑大學) as well as the honorable president of the Hong Kong General Chamber of Textiles Limited. He is also the Honorary Consul of the Federated States of Micronesia in HKSAR. Dr. Tan holds an honorary Doctoral of Laws degree from the University of Guam.

TAN Cho Lung, Raymond, aged 56, is the Chief Executive Officer of Luen Thai Holdings Limited, Chairman of Financing and Banking Committee and son of Dr. Tan Siu Lin. Mr. Tan joined the Group in 1989 and has over 28 years of experience in the industry. Mr. Tan was the recipient of the Young Industrialist Award of Hong Kong and the DHL/SCMP Owner-Operator award for 2003. In August 2012, Mr. Tan was awarded “Outstanding Entrepreneurship Award” 2012, Hong Kong region. In 2013, Mr. Tan was also awarded “Capital Leader of Excellence 2012” and “Entrepreneur of the Year 2013” which were organized respectively by Capital Magazine and Capital Entrepreneur Magazine. Mr. Tan was a co-founder and chairman of Chelsea Foundation (Hong Kong) Limited and a board member of Tuloy Foundation in the Philippines. Mr. Tan graduated with a Bachelor’s degree in Business Administration from the University of Guam.

QU, Zhiming, aged 61, is an executive Director and a member of the Remuneration Committee and Financing and Banking Committee. Mr. Qu is a senior economist who has been conferred an MBA degree by the Asia International Open University (Macau). In 1997, Mr. Qu began to serve as the general manager and board chairman at sizeable import and export trading companies and home textiles companies (such positions held until 2007), by way of which he familiarized himself with the operations across the entire industry chain of the textile industry. Mr. Qu became the assistant to the president of Shangtex Holding Co., Ltd. (上海紡織（集團）有限公司) upon joining the group in July 2007, and has been acting as its deputy chief economist since February 2014. Currently, Mr. Qu also serves as the vice board chairman of Shangtex (Hong Kong) Limited (上海紡織（香港）有限公司) the vice chairman of The Hong Kong General Chamber of Textiles Limited, the General Manager of Orient International Holdings Hong Kong Co. Ltd and the board chairman of Wiseknit Factory Limited (慧聯織造廠有限公司), and is mainly responsible for the operations management of the group’s foreign trade enterprises as well as the management of its overseas mergers and acquisitions projects. As an industry expert, Mr. Qu has penetrating market insight in the textile industry.

MOK Siu Wan, Anne, aged 64, is the President of the Company and Chief Merchandizing Officer of Luen Thai International Group Limited. Ms. Mok is an accomplished industry professional with years of experience in key executive and board member positions out of which over 20 years were spent holding various management positions within the Swire Pacific Group Companies. Ms. Mok also held senior management positions with other prominent organizations including Li & Fung Limited and the Pentland Group plc, a London based international group which develops and owns some leading brands in Sports and Fashion. Ms. Mok graduated with a Bachelor of Arts degree from the University of Hong Kong. She has also been sponsored to continue with her executive education by attending various management programmes and courses organized by Harvard University, Tsinghua University and INSEAD Euro-Asia Centre. Ms. Mok was a member of the Board of Governors for the American Chamber of Commerce in Hong Kong from 1998 to 2003 and the Chairman of the Textiles Committee for the American Chamber of Commerce in Hong Kong in 1996 and 1997. Ms. Mok joined the Group in 2003 and was appointed to the Luen Thai Holdings Board as an Executive Director in June 2005. In 2013, Ms. Mok was awarded “Outstanding Business Woman of the Year” by Capital Entrepreneur magazine. On behalf of GJM, one of Ms Mok’s operating companies, she was also the proud recipient of the Leadership Award 2013 presented by Ann Inc, in recognition of GJM’s achievements in CSR initiatives and continuous commitment to improving women’s health and welfare in the workplace.

NON-EXECUTIVE DIRECTORS

HUANG Jie, aged 52, is a non-executive Director and a member of the Audit Committee. Mr. Huang is an economist and international business engineer who graduated from the China Textile University with a Bachelor of Engineering degree (upon completion of a full-time programme) in 1986, and who obtained an MBA degree from the China Europe International Business School as an on-the-job postgraduate student in 1998. Immediately upon graduating from the university, Mr. Huang joined Shangtex Holding Co., Ltd and its subsidiaries (“Shangtex Group”) and has been serving at a number of the Shangtex Group’s subsidiaries, including acting as the deputy general manager of Shanghai Shenda Co., Ltd. (上海申達股份有限公司) (an A-share listed company under the Shangtex Group) between 1995 and 2000 and as the deputy general manager of Shanghai Dragon Corporation (上海龍頭（集團）股份有限公司) (another A-share listed company under the Shangtex Group) between 2001 and 2010, taking charge of import and export trading. Since January 2014, Mr. Huang has been acting as the executive general manager of the trading and internationalisation division of Shangtex Holding Co., Ltd. (上海紡織（集團）有限公司) alongside his position as the general manager of Shangtex (Hong Kong) Limited (上海紡織（香港）有限公司), taking charge of the transformation and upgrading of the group’s foreign trade business as well as the business operations of its overseas companies. Mr. Huang has profound knowledge and understanding of the upstream and downstream operations of the textile industry, coupled with his experience in corporate governance and a remarkable capability of conducting domestic and foreign businesses.

INDEPENDENT NON-EXECUTIVE DIRECTORS

SEING Nea Yie, aged 70, is the Chairman of the Audit Committee and the Remuneration Committee and a member of the Nomination Committee. Mr. Seing is the sole proprietor of both accounting firms Messrs. Chan, Seing & Co. and Messrs. Chen Yih Kuen & Co. Certified Public Accountants (Practising). Mr. Seing has over 41 years of audit experience and is currently holding CPA (Practising) at Hong Kong Institute of Certified Public Accountants. Mr. Seing is an active contributor to the charity activities in the community. He was the director of Po Leung Kuk, an authorized charity organization in Hong Kong, from 1987 to 1990 and became the Vice Chairman in 1990 and 1991. Mr. Seing was also a member of audit committee of Po Leung Kuk from 1996 to 2000. Currently, Mr. Seing is the honorary president of The Fukienese Association Limited. He joined the Group in January 2005.

CHEUNG Siu Kee, aged 74, is a member of the Audit Committee, Nomination Committee and the Remuneration Committee. Mr. Cheung has extensive experience in the financial industry. Mr. Cheung was the Group Treasurer of Nam Tai Electronics, Inc. from 2004 to 2005. Mr. Cheung had also worked for the Hongkong and Shanghai Banking Corporation Limited in Hong Kong for 37 years when he retired in 2003 as a Senior Executive in the Corporate and Institutional Banking division. Mr. Cheung obtained his Bachelor’s degree in Arts from the University of Hong Kong. He joined the Group in 2004.

CHAN Henry, aged 52, is a member of the Audit Committee, Nomination Committee and the Remuneration Committee. Mr. Chan has over 30 years of experience in the financial market and is the Managing Director of Sanfull Securities Limited. He was a director of The Stock Exchange of Hong Kong Limited and was a member of the Advisory Committee of the Securities and Futures Commission. Mr. Chan is currently the Permanent Honorary President of Hong Kong Stockbrokers Association Limited, an independent non-executive director of Hengan International Group Company Limited, a company listed on the Main Board of The Stock Exchange of Hong Kong Limited which engages in the manufacture and distribution of personal hygiene products. Mr. Chan is also a committee member of the Chinese People’s Political Consultative Conference in Xiamen, Fujian Province, China. Mr. Chan obtained his Master’s degree in Business Administration from Asia International Open University (Macau) and his Bachelor’s degree in Arts from Carleton University in Canada. He joined the Group in 2004.

SENIOR MANAGEMENT

TAN Sunny, aged 44, is the Executive Vice President of Luen Thai Holdings Limited, responsible for Accessories Division. Prior to joining the Group in 1999, Mr. Tan worked at the investment banking division of Merrill Lynch (Asia Pacific). Mr. Tan is appointed as Independent Non-executive Director of Hopewell Holdings Limited (0054.HK), Executive Vice Chairman of the Hong Kong General Chamber of Textiles Limited, General Council Member of the Federation of Hong Kong Industries (“FHKI”), Executive Committee Member of the Hong Kong Shippers’ Council, Member of the Textiles Advisory Board on Trade and Industry Department, Council Member of the Hong Kong Productivity Council.As in public services, Mr. Tan is currently serving as a member of the Board of Trustees of Shaw College, The Chinese University Hong Kong, Member of the Action Committee Against Narcotics of the Security Bureau. Mr. Tan also served as Vice Chairman/Director of Tung Wah Group of Hospitals (“TWGHs”), the largest social services organization in Hong Kong, from 2013-17 and Chairman/member of the Board of Governors of Tung Wah College, a tertiary education institution in Hong Kong from 2014-17. In 2013, Mr. Tan was awarded “Young Industrialist Award” by FHKI. Mr. Tan obtained a Master of Science degree from Stanford University and Bachelor of Business Administration degree from the University of Wisconsin-Madison.

KORNBLUM Joerg, aged 54, is the Chief Financial Officer of the Group. Mr. Kornblum has a Master’s degree in Business Administration and Mechanical Engineering from the University of Darmstadt in Germany. From 1991 to 2002, he has held various senior management positions at The Freudenberg Group, including the position of General Manager of Freudenberg & Vilene International Limited in Hong Kong from 1997 to 2001. Mr. Kornblum joined TMS Group, a Business Division of Luen Thai, in the capacity of CFO in 2002 before heading the TMS Group as Executive Vice President. In April 2017 he was appointed as the Chief Financial Officer of the Group.

SAUCEDA Francisco, aged 59, is Executive Vice President of the Company, and is responsible for the business unit of Verte which manufactures brand name apparel in facilities of Philippines and Vietnam. He is also the chair of Sustainability Committee for Luen Thai and has been with the Group since 1994. Mr. Sauceda obtained his degree in Business Administration from Texas Southmost College. He is a board member of The American Apparel and Footwear Association (AAFA) and a member of the Hong Kong Chamber of Commerce and the Mexican Chamber of Commerce in Hong Kong.

WONG, Sammy, aged 61, is the Managing Director of Tien-Hu Trading (Hong Kong) Limited, Tien-Hu Knitters Limited and Tien-Hu Knitting Factory (Hong Kong) Limited. Mr. Wong joined Tien-Hu in 1981 and has over 37 years of experience in sweater business. Mr. Wong obtained a Diploma in Architectural and Environmental Design of the OCAD University in Toronto, Canada.

COMPANY SECRETARY

CHIU Chi Cheung, aged 54, is the Senior Vice President of Corporate Finance, Company Secretary of the Company. Mr. Chiu has over 25 years of experience in the field of auditing and accounting. He joined the Group in 2002. He was an auditing manager of an international auditing firm. Mr. Chiu is a fellow member of the Association of Chartered Certified Accountants and an associate member of the Hong Kong Institute of Certified Public Accountants. Mr. Chiu holds a Bachelor of Business Administration degree from the University of Hong Kong.

Terms of Reference of the Remuneration Committee

REMUNERATION COMMITTEE

I. Constitution

The Board of Luen Thai Holdings Limited adopted the following revised terms as the terms of reference for the Remuneration Committee on 30 March 2012.

II. Composition of the Committee

A. The Committee shall consist of at least 3 independent non-executive directors who shall be appointed by the Board in consultation with the Chairman of the Remuneration Committee (the “Committee Chairman”).

B. Appointments to the Committee shall be for a period of up to three years, which may be extended further to three year periods provided the director remains independent.

III. The Committee Chairman

A. The Board shall appoint the Committee Chairman who shall be an independent non-executive director and determine the period for which he will hold that office. The Chairman of the Company shall not be eligible to be appointed as Committee Chairman.

B.The Committee Chairman shall attend the Annual General Meeting of the Company so as to be available to answer questions from shareholders on matters within the scope of duties of the Committee. In the absence of the Committee Chairman and/or an appointed deputy, the remaining members present shall elect one of themselves to chair the meeting.

IV. The Secretary

The Company Secretary, or his or her nominee, shall act as the Secretary of the Committee.

V. Proceedings

Unless varied by these terms of reference, meetings and proceedings of the Committee shall be governed by the Company’s Articles of Association regulating the meetings and proceedings of Directors.

VI. Quorum

The quorum for decisions of the Committee shall be any two independent no -executive directors. A duly convened meeting of the Committee which is quorate shall have the power to exercise all or any of the powers, authorities or discretions vested in or exercisable by the Committee.

VII. Attendance at Meetings

A. Only members of the Committee have the right to attend Committee meetings. However, other individuals such as the Chairman, the Chief Executive, the head of human resources and external advisers may be invited to attend for all or part of any meeting, as and when appropriate.

B. Formal meetings of the Committee may be held by telephone or other communication equipment which allows those participating to hear and speak to each other, and the quorum in that event shall be any two Committee members so linked.

VIII. Frequency of Meetings

Meetings of the Committee shall be held as and when appropriate, but at least once a year, held to coincide with key dates within the financial reporting and audit cycle. The Chairman of the Committee or any other member may convene a meeting of the Committee whenever he or she considers it necessary or desirable.

IX. Notices of Meetings

A. Meetings of the Committee shall be summoned by the Secretary of the Committee at the request of any of its members.

B. Unless otherwise agreed, notice of each meeting confirming the venue, time and date together with an agenda of items to be discussed, shall be forwarded to each member of the Committee, any other person required to attend and all other non-executive directors, no later than 7 business days before the date of the meeting. Supporting papers shall be sent to Committee members and to other attendees as appropriate, at the same time.

X. Minutes of Meetings

A. The Secretary of the Committee shall record the proceedings and resolutions of the Committee.

B. The Secretary shall promptly circulate copies of the minutes of meetings of the Committee to all members of the Committee, and to all members of the Board unless a conflict of interest exists. Draft and final versions of minutes of the meetings should be sent to all Committee members for their comment and records within a reasonable time after the meeting.

XI. Duties

The duties of the Committee shall be to:

A. make recommendations to the board on the Company’s policy and structure for all directors’ and senior management remuneration and on the establishment of a formal and transparent procedure for developing remuneration policy;

B. review and approve the management’s remuneration proposals with reference to the board’s corporate goals and objectives;

C. to make recommendations to the board on the remuneration packages of individual executive directors and senior management. This should include benefits in kind, pension rights and compensation payments, including any compensation payable for loss or termination of their office or appointment;

D. make recommendations to the board on the remuneration of non-executive directors;

E. consider salaries paid by comparable companies, time commitment and responsibilities, and employment conditions elsewhere in the group;

F. review and approve compensation payable to executive directors and senior management for any loss or termination of office or appointment to ensure that it is consistent with relevant contractual terms and is otherwise fair and not excessive;

G. review and approve compensation arrangements relating to dismissal or removal of directors for misconduct to ensure that they are consistent with contractual terms and are otherwise reasonable and appropriate; and

H. ensure that no director or any of his associates is involved in deciding his own remuneration;

XII. Reporting Responsibilities

A. The Committee Chairman shall report formally to the Board on its proceedings after each meeting on all matters within its duties and responsibilities;

B. The Committee shall make whatever recommendations to the Board that it deems appropriate on any area within its scope of duties where action or improvement is needed;

C. The Committee shall produce an annual report of the Company’s remuneration policy and practices, which will form part of the Company’s annual report; and

D. The Committee shall report back to the Board and keep the Board fully informed of its decisions and recommendations, unless prohibited by applicable laws and regulations (such as a restriction on disclosure due to regulatory requirements).

XIII. Authority

The Board authorizes the Committee to:

A. investigate any matter within its Terms of Reference and seek any information it requires from any employee (all employees being directed to co-operate with any such request by the Committee);

B. obtain outside legal or other independent professional advice, including the advice of independent remuneration consultants at the cost of the Company, if it considers necessary; and

C. be provided with sufficient resources to perform the duties.

XIV. Other

The Committee shall, at least once a year, review its own performance, constitution and terms of reference to ensure that it is operating at maximum effectiveness and recommend any changes it considers necessary to the Board for approval.

Terms of Reference of the Nomination Committee

NOMINATION COMMITTEE

Terms of Reference

Constitution

1. The Board of the Company resolved the establishment of Nomination Committee (the “Committee”) and adopted the following terms as the terms of reference for the Committee on 30 March 2012.

Composition

2. The Committee shall be chaired by the chairman of the board or an independent non-executive director and comprises a majority of independent non-executive directors.

The Secretary

3. The Company Secretary, or his or her nominee, shall act as the Secretary of the Committee.

4. The Secretary of the Committee shall record the proceedings and resolutions of the Committee.

5. The Secretary shall promptly circulate copies of the minutes of meetings of the Committee to all members of the Committee, and to all members of the Board unless a conflict of interest exists. Draft and final versions of minutes of the meetings should be sent to all Committee members for their comment and records within a reasonable time after the meeting.

Notices of the Meeting

6. Meetings of the Committee shall be summoned by the Secretary of the Committee at the request of any of its members.

7. Unless otherwise agreed, notice of each meeting confirming the venue, time and date together with an agenda of items to be discussed, shall be forwarded to each member of the Committee, any other person required to attend and all other non-executive directors, no later than 7 business days before the date of the meeting. Supporting papers shall be sent to Committee members and to other attendees as appropriate, at the same time.

Duties

8. The duties of the committee include:

A. review the structure, size and composition (including the skills, knowledge and experience) of the board at least annually and make recommendations on any proposed changes to the board to complement the issuer’s corporate strategy;

B. identify individuals suitably qualified to become board members and select or make recommendations to the board on the selection of individuals nominated for directorships;

C. assess the independence of independent non executive directors; and

D. make recommendations to the board on the appointment or re-appointment of directors and succession planning for directors, in particular the chairman and the chief executive.

Resources

9. The Company should provide the nomination committee sufficient resources to perform its duties. Where necessary, the nomination committee should seek independent professional advice, at the Company’s expense, to perform its responsibilities.

Reporting and Announcement

10. Where the board proposes a resolution to elect an individual as an independent non-executive director at the general meeting, it should set out in the circular to shareholders and/or explanatory statement accompanying the notice of the relevant general meeting why they believe he should be elected and the reasons why they consider him to be independent.

11. The Committee shall report back to the Board and keep the Board fully informed of its decisions and recommendations, unless prohibited by applicable laws and regulations (such as a restriction on disclosure due to regulatory requirements).

Procedures for shareholders to propose a person for election as a director

(the ‘‘Company’’)

Procedures for shareholders to propose a person for election as a director

Subject to applicable laws, rules and regulations, including the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (‘‘Listing Rules’’) and the articles of association of the Company as amended from time to time, if any shareholder(s) of the Company intends to propose a person other than a director of the Company for election as a director of the Company at any general meeting, the following procedures shall apply:

a notice signed by a shareholder (other than the person to be proposed) duly qualified to attend and vote at the meeting for which such notice is given of his intention to propose such person for election and also a notice signed by the person to be proposed of his willingness to be elected shall have been lodged at the head office or at the Hong Kong Branch Share Registrar of the Company

the minimum length of the period during which such notice(s) are given shall be at least seven (7) days after the day of dispatch of the notice of the meeting (or such other period, being a period of not less than seven (7) days, commencing no earlier than the day after the dispatch of the notice of the general meeting appointed for such election and ending no later than seven (7) days prior to the date of such general meeting, as may be determined by the Board of Directors of the Company from time to time; and

in order for the Company to inform shareholders of the Company of that proposal, such notice(s) for the nomination of a director must state the full name of the person nominated for election as a director and include the person’s biographical details as required by the Listing Rules.

Board Diversity Policy

A. PURPOSE

The board diversity policy (the “Policy”) aims to outline the Policy in relation to diversity on the Company’s board of directors (the “Board”).

B. SCOPE OF APPLICATION

The Policy applies to the Board. It does not apply to diversity in relation to employees of the Company and its subsidiaries.

C. POLICY STATEMENT

The Company recognizes and embraces the benefits of having a diverse Board, and sees increasing diversity at Board level as an essential element in maintaining a competitive advantage. A truly diverse Board will include and make good use of differences in the skills, regional and industry experience, background, race, gender and other qualities of Directors. These differences will be considered in determining the optimum composition of the Board and when possible should be balanced appropriately. All Board appointments are made on merit and candidates will be considered against objective criteria, having due regard for the benefits of diversity on the Board.

D. MEASURABLE OBJECTIVES

The Nomination Committee will discuss annually for achieving diversity from a number of aspects, including but not limited to gender, age, ethnicity, skills, cultural and educational background, professional experience and knowledge.

E. MONITORING AND REPORTING

The Nomination Committee will report to the Board and the Board will review the effectiveness and relevance of the measurable objectives on an annual basis. A summary of this Policy and the measurable objectives set by the Board will be disclosed in the Corporate Governance Report of the annual report.

This Policy will also be published on the Company’s website for public information.

F. REVIEW OF THE POLICY

The Nomination Committee will conduct a review of the Policy periodically which will include an assessment of the effectiveness of the Policy and recommend any proposed changes to rectify identified deficiencies for the Board approval.